


In and Out of Clothes

by ninwin000



Category: Original Work
Genre: Clothed Sex, Costume Kink, Cunnilingus, Dirty Talk, Explicit Sexual Content, F/M, Groping, Large Breasts, Lingerie, Loud Sex, Making Out, Mirror Sex, Moaning, Oral Sex, POV Male Character, POV Third Person Limited, Panties, Rimming, Smut, Theatre, Vaginal Fingering
Language: English
Status: Completed
Published: 2016-03-24
Updated: 2016-03-24
Packaged: 2018-05-28 20:04:03
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 6,632
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/6343303
Author URL: https://archiveofourown.org/users/ninwin000/pseuds/ninwin000
Summary: <blockquote class="userstuff">
              <p>While getting changed after a show with his college's theatre department, Alex happens to find himself alone with his sexy co-star Kat. They find each other rather enticing in their costumes, and decide to have a little fun.</p><p>Wrote this one a little while back. I may write other chapters one of these days. This is not strictly RPF: Kat is named after and meant to resemble Kat Dennings, but is not meant to be her.</p>
            </blockquote>





	In and Out of Clothes

“Olivia, don’t worry about it, I got this,” Kat reassured her.

“Are you sure?” Olivia asked, clearly wanting her to say yes but not wanting to seem ungrateful.

“I’ve done the costume supervisor thing before, Liv, I can put clothes away properly,” Kat insisted.

Olivia was a senior, the department’s number one costumes gal, and she got that way by taking the management of their rentals very seriously. But, on the other hand, she had family from the other end of the country waiting outside the dressing room in the hallway, and doing her job could mean making them wait another twenty minutes. Alex had never seen her let someone else finish out a night’s work of putting the costumes away, certainly not after a final performance, but Kat seemed insistent. Kat and Olivia were pretty close—certainly whenever he was hanging out with a group that included one of them, the other was probably in it. Maybe that was just the way the theater department was.

Curtain call was fifteen minutes ago already, but while everyone else was either getting back into their clothes, or already re-dressed and out the door saying hello to friends and family, he and Kat were still in costume—he had agreed to help reset the props after the show, so that was his excuse, but he wasn’t sure why Kat was still wearing the classic secretarial button-down and skirt she had to wear for the show, let alone those heels. Not that he was complaining, mind. Kat had a very voluptuous figure, and her clothes were tight enough to show off every curve; that was the point, after all, since she was playing the flirty, sexy secretary character.

He for his part (his part being that of the nebbishy newcomer to the firm) was still in his full three-piece suit, a nice charcoal color. He wasn’t in any hurry to get it off himself, because damned if he didn’t look pretty spiffy in it. (It was seldom he got to wear something he actually thought he looked like a man in, instead of a skinny, awkward boy.) His hair was still slicked back, which was also not a bad look for him, he thought. His last girlfriend thought so too, although that was a little more complicated…

“Seriously, girl, go hang out with your family already,” Kat commanded her lovingly. She had a strange way of doing that—Kat’s bluntness and snark were often weapons for good.

Olivia sighed in relief. “Ugh, thank you so much, Kat. You’re a saint.”

“Who loves ya, baby?”

Relived of duty, and just plain relieved, Olivia hugged Kat quickly, pecked her on the cheek, and gave her the keys with which to lock up the dressing room at the end of the night.

“Awesome job tonight, both of you,” she said as she hugged him in turn. Then she hauled ass out the door.

“Hey, would you mind staying to help?” Kat asked him.

“Oh,” he said, taken by surprise. “Sure.” He didn’t know what exactly she would have needed help with, but he was more than happy to be of service. None of the people outside were waiting for him tonight.

“Thank you so much,” she said.

He took the hanged suit that Joe handed him on his way out, and then he and Kat were alone in the dressing room.

He had known Kat for a year and a half now, since they’d both done You’re Late, the student short film that gets produced every semester by the new production class—that was pretty early in their freshman year, but they had only really spent a lot of time together in this past semester. Freshman year he had been crushing on the unquestionably uninterested junior Rosemary, and so she had become a bit of a lightning rod for his sexual feeling, but since forcing himself to get over her, he had really come to appreciate what a babe Kat was. Not just her body, though that was pretty fantastic—a large bust, thick legs, wide hips with a shapely butt, big pouty lips—but the way she moved, the way she smiled, her whole confident, easy-going attitude. She was easy to be around. He never found himself acting like a stupid smitten school-boy around her. She was just sassy and funny and sexy, and good company. Even when he was afraid that she had just caught him checking her out, he didn’t feel like a creep or anything. If she had caught him staring at her ass or something, she had never let him know it.

She pulled out the rolling rack and together they spent a minute or two collecting all the remaining costumes and hanging them up. The sounds of the chatting crowd outside were subsiding. Once all the costumes in the dressing room were dealt with, though, he remembered that the shirt and pants involved in Sean’s quick change in Act 2 were missing, and must’ve still been upstairs.

He ran up the narrow, spiraling metal staircase leading up to the backstage area. He crossed to the other side of the stage, which even after a show he would never do if there were anyone at all left in the theater. It was strange, but he enjoyed the feeling of the empty theater after a performance; sort of an afterglow-type thing. Anyway, Sean’s clothes were still hanging right there, and so Alex took them and brought them back down.

As he re-entered the dressing room, Kat had started unbuttoning her tight dress shirt, and he instantly spun around, trying to find something to do that wasn’t staring at her breasts.

“Oh my god. You don’t need to make such a thing about it,” she teased him.

“What, I don’t want you to feel uncomfortable.”

He could practically hear her rolling her eyes. “Oh please, we’re adults. You’ve seen me in my bra all week—all semester.”  
It was true, after a fashion. This was the second show they’d been in this semester, and since the single dressing area was co-ed, he had taken the ample opportunities provided to steal glances at her in her underwear.

“Well, I mean…” he sighed, trying and failing to find a way to sound chivalrous without sounding like he wasn’t interesting.

“Hey, you do what you want. I’m just saying, when you change, I plan on checking out at your ass in those tight little briefs you wear.”

Whoa, wait, what?

In shock, he turned toward her. Her shirt was completely open, her massive breasts encased in an ornately lacy black-and-purple front-hook bra, far removed from the plain, practical bras he’d seen her in before. He had noticed it briefly earlier in the night, but it only occurred to him in that moment that there couldn’t be many reasons for wearing such a bra underneath her clothes on a performance night…

“All right, look, I’m not good at subtlety. Point is, I know you’ve been checking me out, and I totally get that it doesn’t actually mean anything other than you’re a guy, but I think you’re really cute, and I’ve been dying to do things in costumes—especially these costumes, so what do you say?”

She seemed to puff her chest out ever so slightly as she said this, but he was already convinced.

“I’m, uh—I like that idea,” he said, his mind still reeling. “What kind of things?”

She looked thoughtful. “Do you have any limits you’re definitely not ready to cross?”

“No,” he said. “Whatever you want.” As nerve-wracking as the notion of suddenly going all the way with Kat in one setting was, he found he desperately wanted it.

“So, you wanna just she where this goes? she responded, for the first time sounding slightly nervous.

He nodded as she came closer to him—he was more than slightly nervous, and he was sure it showed.

“But if that’s gonna work,” she asserted, “We have to be honest. You gotta let me know what you want to do, and you gotta tell me if you don’t want to do something I want. ‘Cause I’m gonna do the same.”

Was he that obvious? Yes. Yes, he really was. He had always had trouble asking for things sexually, scared of hearing no, scared of being selfish—well, scared of being seen as selfish. It was a trivial distinction, he thought, since the important thing was just that his partner was happy and satisfied. _All right,_ he thought to himself, _this girl’s the real deal, Alex. Time to bring your A-game._

“The door?” he murmured.

“It’s locked,” she reassured him.

Shocking even himself, he made the first move then, putting his arms around her waist, right where the perfectly tight skirt ended and her soft, pale midriff began, and slowly pulled her in to a kiss. It was just lips at first, soft and gentle. Then Kat opened her mouth more and he followed suit, feeling the rush as her tongue slipped into his mouth. She ran the fingers of one hand through his hair as their tongues lapped together. There was still some product left over in his hair, but she didn’t seem to mind.

He dared to lower his hands around to cup her the curves of her voluptuous behind. He gave her ass a squeeze and Kat let out the tiniest little gasp of arousal into his mouth. She returned the favor with the hand that wasn’t in his hair, groping his ass even harder than he hers.

They were pressed right up against each other, and he was very conscious of his erection pressing against her through the layers of his briefs, his dress pants, her skirt, and whatever panties she had on underneath. He couldn’t feel any panty lines beneath the unforgivingly tight skirt—was she wearing a thong? God, the thought of Kat’s gorgeous ass in a thong made him even harder, if that was possible.

But in the meantime, there were two other parts of her body that demanded attention. He had fought off his first instinct for a few minutes, but by this point it was killing him: he needed to attend to Kat’s breasts. He broke away from her mouth and slowly worked his way down her neck, brushing his lips against her skin while his hands removed themselves from her backside and gravitated toward her front. As his mouth placed soft kisses upon her clavicle, he took a breast in each hand and gently squeezed them, relishing the way they felt. He had never felt tits this big before, and was unused to not being able to hold them entirely in his hands. He lowered his mouth further down until his face was buried in her perfect cleavage. All second thoughts about whether he was getting too vigorous too fast were lost in the amazing feeling of her breasts pressing against his face.

His ass was out of reach of Kat’s hands now, but she seemed content to run fingers up and down his back while he ran his tongue through the gorgeous canyon on her cleavage. He reclaimed enough self-awareness to not want to seem single-minded, and let his tongue take him towards her neck. He pulled back enough to look into her eyes, freed a hand to flick a few strands of her long, dark hair out of her face, and then kissed her again, harder than ever. She arched her neck back in pleasure, opening her mouth wide, and the kiss ended as his mouth took hold of her lower lip and pulled on it just a bit, enough to make her shiver all over. In fact, he was pretty sure he shivered, too.

She looked into his eyes, a (somewhat surprised?) smile on her face, steadied her breathing, and placed her hands on his abdomen. He wished in that moment he had proper abs, but as it turned out she was only trying to get a little distance from him for a second.

“I’m just gonna button this back up for now,” Kat said, redoing her button-down shirt. He didn’t want her to put away those perfect tits of hers, but he just nodded. “I want you to feel me up with the whole thing on; I only unbuttoned the shirt as part of, y’know, the whole seducing you thing.”

“That was a good idea,” he managed to get out, not sure what game she was playing. Or was he just paranoid? His last girlfriend gave him reason to be, but Kat was so straightforward about most other things she did…

Kat giggled. “I figured you were a breast guy.”

“I didn’t use to be,” he admitted. “I think you’ve converted me.”

“Really?” Kat said. She sounded genuinely surprised. “My boobs must be pretty impressive, then.”

Again, words weren’t coming so he just nodded.

“Well,” she said, “Keep going the way you’ve been going and you’ll have me completely topless by the end of the night.”

It wasn’t that he was surprised. He was knowledgeable enough to know that generally girls don’t wear bras like the one she had on to a planned hook-up expecting them to stay on. But still, the way she said it—holy shit. He had actually gotten lucky, for goddamn real. He was no virgin, not even as far as one-time hook-ups, but regardless of how far he and Kat would end up going in this dressing room tonight, this was already the sexiest experience of his life.

Her shirt fully re-buttoned, Kat sat down on the couch nearby.

“I’d like you to take off your jacket and roll up your sleeves,” she said. “If that’s all right with you.”

She knew it would be all right with him, and he didn’t bother responding except by doing as she wished. She was patting the seat next to her on the couch, where he was already headed.

Once seated, he found Kat curling up against him, kissing him long and luxuriously while her hand caressed her chest. He was wearing a dress shirt and a vest, but she seemed to enjoy the feeling nonetheless. He thought he understood the costume thing pretty well.  
He put his own hand to her chest in turn, caressing her breast through the fabric of that ever-so-tight shirt. He brushed his thumb over where (he guessed) her nipple should be, and although he wasn’t expecting her to feel it so much through the layers, sure enough she gave a little shudder that told him he hit the mark. He repeated.

Her body leaned in even closer to his. Their breathing grew faster and faster, and their kissing more and more intense. Kat pressed him back against the couch, leisurely extended one sexy leg over his lap, and moved into a straddling position. Her mouth sought out his again, and her hips grinded forward, pressing her crotch against his. His hands took advantage of the easy access to her backside and kneaded her ass firmly with his hands, provoking a brief, soft little squeal from the beautiful girl astride him. She loosened his necktie enough to get at the buttons of his shirt, and slowly undid the top ones with one hand as she groped his chest with the other hand. When more of his chest was exposed, she stripped the tie off of him, tossing it lightly to the side, and began kissing his newly-exposed skin. She dragged her lips gently against his skin. She gave the nape of his neck a long, sexy lick. It was heavenly, but the whole time he was dying to return the favor.

As if she could read his mind, she leaned back a bit and pushed her chest out. She brought her hands down to his abdomen, closing her arms around the sides of her bosom, squeezing her breasts together, and looking him in the eye with a sultry little smirk. Now her chest was really straining against the tight material of the shirt.

“You’re gonna pop a button off or something,” he murmured. “I should probably undo a couple of buttons, right?”

“Just a couple, yeah.”

His hands deftly unbuttoned the top few, just far enough down to expose her cleavage—which, given the way her forearms were still pressed in against the sides of her bust, was more preposterously vast and deep than ever—and far enough down that the edges of her bra peeking out and back in depending on how she moved. He buried his face against her chest, his nose brushing into her cleavage, and moved his hands: his right to the side of her bust to caress the smooth curve of her breast, and his left back up to her neck, gently tracing a path from the nape up to behind her ear. His left hand wandered freely, enjoying the smoothness of her skin, grazing her neck lightly and sweetly with his soft hands. Every so often, Kat’s shirt would shift enough so that the hook of her bra was right there by his mouth, and he was almost tempted to try and undo it with his teeth. He thought better of it, but still, the thought was in his head.

Kat’s own hands had moved behind him, clutching at his upper back, running over his broad shoulders. She never squeezed hard enough to hurt him, but her grip was tight, hot-blooded, lustful. He wondered if this was a hint, whether he should rather be firmer with his hands. They were really in the throes of passion right now; he had started off gentle, but now he should go for it a little harder. His fingers closed a little around the back of her neck, while his thumb stroked beneath her ear. A little shudder told him what she thought of that.

The whole time, this angle had caused her skirt to slide up a bit, exposing a sliver of her creamy white legs past where her stockings ended. He caught sight of it when he leaned back against the couch to briefly enjoy the whole sight of her straddling him, grinding her self against him, and he knew what he needed to do next. His hands reached up her legs, right to the brim of her skirt, and stroked her soft, exposed skin. He let his hands travel all under her skirt, as much as its tight fit allowed. As he worked, the skirt bunched up a little further toward her hips, especially when he ran his hands all the way behind to her ass. As he kneaded her thick, fleshy behind, he noticed that, as he thought, she was wearing a thong. He desperately wished that the couch wasn’t facing the doorway in between the boys’ and girls’ sides of the room, which was the only part of the opposite wall that wasn’t covered in mirrors.

Well, the couch was on wheels.

“Hey,” he said. “Can we budge the couch over a bit that way?” he nudged toward the boys’ side of the room, whose mirrors were slightly nearer by. “I’d like to watch us in the mirror.”

Kat smiled broadly. “Oh yeah, definitely. Do you wanna try to shift it over without me getting off you?” She was feeling playful, it seemed. Well, he was too.

“Let’s give it a try,” he smiled back at her, and pressed to the side with his feet. He didn’t have much traction on the ground, but he was able to exert enough pressure to push them vaguely sideways, and with some work, he managed to get them aligned with the wall mirror on the boys’ side of the room. Kat turned to share with him in the sight of them in the mirror.

God, it was a sexy sight. He had almost forgotten she was still wearing her high heels until he saw them reflected. Even when she wasn’t standing on them, allowing them to do those remarkable things they did for her legs and ass, the sight of them on her feet still managed to stir him. A bit of her panties and a lot of her butt was visible already, as well as his hands groping her. She looked as turned on by the sight as he did, and hiked up the skirt the rest of the way, so it was bunched around her waist, resting on the top of the sharp curve her behind made at this angle. Hers was a black, lacy little thong, and it perfectly framed her thick, juicy ass. She grabbed his hands in her own and placed them further in, clutching her own butt through his hands, encouraging him to do the same. He was afraid he was digging his fingers into her too hard, but she seemed to enjoy it. In fact, her face positively transformed into an open-mouth mask of sexual pleasure. She was expressive as a rule, but she was really into watching him squeeze her ass.

“That’s so hot,” he breathed hungrily. He hadn’t even meant to say it aloud; it just came out of his mouth. Kat turned back to him, wearing a pleasantly surprised expression.

“Wow, you’ve _really_ loosened up,” she said, still breathy, but surprisingly conversational for someone who ten seconds ago had been giving in to wild sexual abandon. Or something. If he looked at himself in the mirror then, he was sure he’d be blushing furiously. He had loosened up. Fittingly, he found himself responding by chuckling.

“Yeah,” he said. “I guess so.” A brief pause. “I’m sorry if you hear this kinda thing all the time, but you have a… flabbergastingly perfect body.” 

“Ooh, big words,” she teased, though he thought she was blushing as well. “I feel my panties getting wetter already.” 

"Oh really? I’d like to feel that for myself,” he said with complete sincerity, his voice suddenly smooth, soft, and low. Holy crap, who was this smooth motherfucker possessing his body now and how could he be him more often? 

Kat smiled in that crazy hot way she did where she bit her lower lip. “Yeah.” 

She sat up a little and spread her legs slightly to make it easier for him. The front of her underwear was fully visible to him, but he took his time stroking the sweet skin of her inner thighs on his way there. Sure enough, her panties were moist to the touch. He brushed his fingers gently against her, and for the first time she let out a full-out moan. 

“Oh yes,” he hissed, again, somewhat involuntarily. Hearing that, Kat smirked down at him in between gasping cries of pleasure. 

“This hook-up was such a good life decision,” she half-moaned, half-laughed. He chuckled a bit himself, and increased the speed of his ministrations, feeling out her clit under the fabric. While one of his hands was tending to her nethers, his other hooked behind her back, helping to support her. He leaned in as much as the angle of his arm would allow him, holding eye contact with her in a way he was counting on being hot rather than weird—his luck was pretty good tonight. Kat seemed to be feeling it. She took her own hand and started rubbing the bulge in his pants, cupping her hand as best she could around his erection. If she wanted to see if this would cause him to break their eye contact, she was right, for a few seconds. His cock was dying for release, but he still wasn’t done with the beautiful lady riding him, and he didn’t want to be un-chivalrous. For now, he needed to kiss her. 

He adjusted his arm, and then brought himself all the way up so that he was close enough to lock lips with her. In this new position, his fingers lingered up to the brim of her thong panties, pulled it out a little, and let it snap back against her skin. Fingers still tucked into the rim, he broke their kiss to ask, “May I?” 

She bit her bottom lip, nodded, and letting out a little “Mmm-hmm.” 

"Up on the counter,” he suggested. She quickly got to her feet and took a few steps backward until she was leaning against the table. He nestled up outside her legs, and dipped his hand into her panties. Her pussy was so deliciously wet on his fingers. She wriggled her hips in excitement, he squeezed his free arm around her lower back (her upper back was leaning all the way back on the wall), and their faces pressed close together as their breathing quickened. She kissed him, open-mouthed, hard and hot. Now he had an easier time of finding the nub of her clitoris, and going to town on it. He rubbed her faster and faster, harder and harder. 

“Not so hard,” Kat gasped. 

“Sorry,” he said, lightening up on her. She shushed him gently, and then grabbed down on his hair, a tuft in each hand, moaning softly into his ear now. 

His index and middle fingers danced deftly around her entrance, causing her to squirm. He kept the pressure even, adjusting to the way she ground her hips against his hand. He briefly stopped to dip his fingers into her, and then returned to her clit with fingers soaked by her moistness. 

He missed doing this so much; it had been far too long—over a year since he last hooked up with his ex, and he was pleased to note that, judging by the way Kat was writhing against his hand, that he hadn’t gotten too rusty at this. His ex had urged him inside of her, though, before they could do some of the things he wanted to do in-between. 

He broke off their kiss and slowly got down onto his knees in between her legs. 

“May I?” he asked again. 

“Yes, yes, please do it, Alex,” Kat pleaded. 

He wasted no time in hooking his fingers into her panties and yanking them down her legs, off her feet. Her pussy was exposed to him now and he leaned hastily forward between her curvaceous thighs, taking in that lush scent he had missed so much. He gave her one long, slow lick over the entirety of her entrance, provoking a cry of pleasure from her mouth and a shudder from her body. He kissed the folds the same way he kissed her mouth, brushing his lips fully against hers, darting his tongue inside and sliding it around in a slow, luxurious circle. He was vaguely aware of Kat wrapping her lower legs around the back of his neck. His hands gripped the outsides of her shapely thighs as he buried his face between them, relishing the taste of her and the smell of her, and the feeling of her sex on against his lips and tongue. Suddenly, he felt Kat’s hand grabbing his hair, tugging firmly on his hair, gently pressing him further against her. 

“Mm yeah, that’s right you dirty boy, eat my pussy,” Kat growled huskily. As if everything else weren’t hot enough, not she was talking dirty to him. His cock felt so ready to explode that it threw him off for a second. 

“I’m sorry,” she added more normally. “Too much?” 

He hastily took his mouth off of her for a second to reply, “Not at all, I love it.” He continued going down on her, now staring up at the way her prominent chest heaved. 

Maybe because she saw him staring up at her tits, she undid her shirt as fast as she could without tearing the buttons off. She nudged him back up, so that she could stop leaning on the mirror and get to her feet, allowing her to shed the shirt completely. She turned around to face the mirror, and without missing a beat he pounced on her again, taking her lingerie-clad rack in his hands, giving her jugs a squeeze, delighting in the sight of her aroused face in the mirror. Her open, moaning mouth quickly transformed into a sexy, mischievous smirk, though, as she bit her lower lip and flashed her sultry eyes at him, while pressing her ass appreciatively against as his crotch. His hands moved in-between her cups to unclasp her bra. 

“Wait,” she protested in a breathy, coy voice. “You’re gonna earn seeing my tits.” 

“That right there wasn’t earning it?” he asked in good spirit. 

“Well—” she started to say, but he had already gotten back down on his knees. He gently shifted her ass enough to reach her pussy again, and started licking, taking Kat by surprise. She soon adjusted, though, spreading her legs a little more, bending over slightly, and pulling back her ass to give him a better angle on eating her out. Her legs, beautiful and statuesque propped up in her heels, arched over him. The feeling of his face pressed against into her ass while he massaged her pussy with his tongue was heavenly—her behind was so voluptuous that with his hands squeezing her buttocks, his entire face felt buried in her body. 

He didn’t really know what compelled him to do it. He’d never done it before, never particularly wanted to do it, and she hadn’t asked him, but he did it anyway. He moved his mouth up from her pussy to her anus, and gave it a lick. 

“Oh, Alex, you really don’t need to do that,” Kat said emphatically. 

He swirled his tongue around the rim. “Do you like it?” 

She gasped and nodded furiously before catching her breath: “Yeah.” 

Instead of responding with words, he went back to work on her ass. She clutched the frame of lights around the mirror tightly while he pleasured her. 

One of her hands flew up to her bra and pulled something out. She turned her head back, as much as she could, to face him, and held up what was most definitely a condom. 

“You wanna?” 

He took his mouth off of her. “Hell yes,” he moaned, and took the condom off of her. He got to his feet, but she stayed bent over, only stepping a bit back so that there was some room between the mirror and her face. 

“You want to watch us?” he asked, as he ripped the wrapped off the condom. That seemed to be the case, but he wanted to make sure he knew what she wanted. 

She hummed and nodded in confirmation. 

He unbuckled, unzipped, and unbuttoned, pulling his hard cock out of his now-so-painfully tight briefs, and letting his dress trousers fall around his ankles. It felt so good to finally free his erection that he was almost reluctant to contain it again in the condom, but he was more eager to be inside Kat, so he unrolled the rubber along his length. He nudged the tip against her lips, carefully sliding it into her moist pussy. She let out a breathy little exclamation as sexy as any he had heard from her all night as he slowly thrust deep into her. He took tight hold of her ass as he pulled back a bit and then slid his hard cock through her pussy again, a little bit faster, and as deep inside her as he could.

Having gotten into the rhythm, he tore his eyes up away from the sight of her voluptuous ass slapping against his pelvis, and saw that she was looking with enormous pleasure at the sight of them fucking in the mirror. He could also see in the mirror the way her breasts bounced inside that lacy black-and-purple bra as her body moved with the force of his thrusts. Head to toe she looked incredibly hot bent-over and half-dressed—as if they hadn’t been making out for twenty minutes, but had abruptly seized each other in lust and torn away only as much clothing as they could before needing for him to be inside of her. Their eyes met in the reflection and stayed locked as she pushed herself against him and he pushed right back, his cock pumping harder and harder into her. 

She propped one stocking-clad leg up onto the edge of the counter, spreading herself further open to allow him deeper inside of her. If she was sacrificing being able to watch him bang her, did that mean she was getting closer to finishing? Fuck, he hoped so. 

“What do you need me to do?” he asked. 

“What do you mean?” 

“To make you come.” 

Now that she was closer to the mirror, he couldn’t see her face well enough to tell, but he liked to imagine that during the brief pause before her response, she was doing that lip-biting thing she seemed to be doing a lot tonight. 

“Same speed,” she grunted. “Deeper.” 

There was only so far his cock extended, but he took tighter hold around her hips and pressed himself as far in as possible. The difference in his performance was audible. The temptation to buck his hips faster was difficult to fight with his own orgasm close at hand, but he kept the pace even and steady. 

“Oh god,” she screamed, higher-pitched than ever. Her fingernails dug into the wood of the mirror-frame. Even through the condom, he could feel her insides start to tighten around him… 

And _clench._

She let out an explosive scream, which echoed with each heaving breath she took as the orgasm washed over her body, seeming to vibrate through his own as well. The tension holding her body dissipated, and she began to slip. Her leg dropped from the counter, but didn’t properly set foot on the ground, merely hanging somewhat. She backed up against him and adjusted his feet, allowing her to readjust her legs back to her original bent-over position. He kept his rhythm steady, made his thrusts a little shallower, giving her a few moments before going for his own orgasm. Her face was leaning against the counter, obscured by a dark curtain of her hair. It fell partly but not completely out of her hair as she lifted her head up and got back on her hands, sticking out her flushed chest for him to see clearly in the mirror. 

“You wanna see my tits?” she purred. 

“Oh, fuck yes, Kat,” he moaned in response. 

“Yeah?” She pressed aggressively through heavy breaths, getting more and more excited. 

“Yes!” 

“Tell me!” 

“Please, I’m dying to see your huge, gorgeous fucking rack!” 

“Well then, here you go, big boy,” Kat moaned, as she pressed her upper body up off from the counter, unclasped the hook on her bra, and opened, letting her perfect breasts spill out. He just about came right there. His hands shot almost immediately around her front to cup her huge tits. He squeezed them softly together, he massaged them, he ran his fingers over her wide areolae and her nipples still hardened in arousal. Even in his hands, her breasts jiggled a little with each increasingly quick pump of his hips against her backside. She reached one hand back around to the side of his naked, flexing ass, planted the other on the side of the mirror, and stayed a little more upright as he fucked her hard and fast from behind, so that he could take in the long-withheld sight of her bared breasts, the cups of her lacy, sexy bra dangling to the side, the straps askew on her shoulders. 

It took him no time at all from that point to come to the brink of orgasm, but when he came, it wasn’t her breasts he was staring at—it was her eager, flashing eyes. He met their gaze of unbridled lust and felt himself come explosively inside of her, letting out a long, wordless, exclamation as he felt his seed spill out of him into the condom. His whole bottom half was positively tingling. 

He took a few seconds to catch his breath, and pulled his penis out of her and stepping backwards clumsily. She straightened herself with not much more grace—the heels weren’t helping. She rested her hands on the exposed top of his chest; maybe it was just his imagination, but he was sure more of his buttons had come undone in the midst of their antics. He leaned towards her, wondering if he should or should not kiss her now. He decided to just fucking go for it, gingerly touching her cheek with his hand and planting a soft kiss on her mouth, which she returned. 

“Wow,” he exhaled. 

“Yeah,” she agreed. She was already coming down from the high and sounding more casual. 

He felt extremely self-conscious just then—partly because, despite the orgasm, he still found himself wanting to bury his face in her breasts, lift her up onto the counter, and keep going; and partly because he was just standing there with his pants around his ankles and his softening penis hanging out. He hastily turned away and pulled up his pants before realizing that they were the costume pants and he needed to take them off anyway. So instead, he stepped out of them and lay them flat over the top of a nearby chair. Before taking off the condom, he was self-conscious enough to remember to take off the waistcoat and shirt so as not to get anything on them. 

He got fully dressed, once checking over his shoulder to check whether Kat was doing the same, or whether she expected something more of him. She was doing the same as he was, and at the time he looked, she had taken off the shoes, skirt, and stockings, and was slipping her panties back on with her back was turned to him, so he got to take one last look at her ass. 

Foolishly, he knew, he found himself hoping that it wouldn’t be the last time he got to see it. 

“So,” he dared to say once his jeans were back on, “What do we do now?” 

Kat shrugged as she pulled her t-shirt down over her re-hooked bra. “I mean, I kinda said I’d stop be Kailee’s room to hang out with her and Jim for a while, once I’m done locking up. Wanna come?” 

He wasn’t sure. On the one hand, it sounded like fun; on the other hand, he felt like the fun he’d just had needed a recovery period afterwards, and wasn’t sure how he’d feel about hanging out with her so casually after. Was Kat’s world not rocked by the sex they just had the way his was, or just more resilient to post-coital socializing? 

Oh shit, did he just inadvertently ruin their friendship? If Kat didn’t agree with him that what they did was more than just a good hook-up, than damn it, he probably did. Fucking hell. Now he was going to get weird and be constantly thinking about getting in her pants. Even if he didn’t actually try anything, it would always be there looming in the corner of his brain. She’d be uninterested in having another going and just trying to have a normal conversation, and he’d be thinking about her tits or the dirty things she said to him or something else and their friendship would kinda falter and fizz out, and he’d lose a very cool friend. 

Of course, he could also just _not_ do that. He could just go with her and pretend it wasn’t awkward even if it was, until it gradually became less awkward. He was a mature(ish) (kinda) (hey, he was trying) adult, he was the master of his own emotions. 

“Yeah, sure.” 


End file.
